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202000348 <br />MAINTENANCE AGREEMENT <br />THIS MAINTENANCE AGREEMENT (this "Agreement') is made and entered into as <br />of December 17, 2019 (the "Effective Date"), by and between Mid -Country Trading, L.L.C., a <br />Nebraska limited liability company ("Outparcel Owner"), and KM Grand Island Joint Venture, <br />LLC, a Missouri limited liability company ("Shopping Center Owner"). Outparcel Owner and <br />Shopping Center Owner and their respective successors and assigns as owners of any Parcel are <br />each a "Party" and collectively the "Parties". <br />WITNESSETH: <br />WHEREAS, Outparcel Owner is the owner of a parcel of real estate as legally described <br />on Exhibit A attached hereto (the "Outparcel"); <br />WHEREAS, Shopping Center Owner is the owner of a parcel of real estate as legally <br />described on Exhibit B attached hereto (the "Shopping Center Parcel") (as used in this <br />Agreement, the term "Parcels" shall mean, collectively, the Outparcel and the Shopping Center <br />Parcel, and "Parcel" shall mean any one of the Parcels); <br />WHEREAS, Outparcel Owner is the lessor under that certain Lease Agreement dated as <br />of March 27, 1991 (as the same has been or may hereafter be amended, extended, restated, <br />replaced, or modified, the "Lease") by and between Park Breslin Grand Island Associates, a <br />Nebraska general partnership (predecessor -in -interest to Outparcel Owner), and Western Auto <br />Supply Company, a Delaware corporation (predecessor -in -interest to Advance Stores Company, <br />Incorporated, a Virginia corporation) (together with its successors and/or assigns, the "Lessee"); <br />WHEREAS, the Lease contains certain provisions and obligations related to the <br />maintenance and operation of the Shopping Center Parcel; and <br />WHEREAS, the Parties desire to make such covenants and agreements and take such <br />other actions as are set forth herein upon the terms and conditions set forth herein. <br />NOW, THEREFORE, in consideration of the mutual promises, covenants, and <br />agreements contained herein, the receipt and legal sufficiency of which are hereby <br />acknowledged, the Parties hereby promise, covenant, and agree in favor of each other as follows: <br />1. Common Area Maintenance on Shopping Center Parcel. The Parties agree and <br />acknowledge that Section 23 of the Lease contains certain maintenance obligations with respect <br />to the common areas located on the Shopping Center Parcel (the "CAM Obligations"). From <br />and after the Effective Date, Shopping Center Owner shall perform the CAM Obligations on the <br />Shopping Center Parcel in the manner required of the lessor under the Lease; provided, however, <br />that Outparcel Owner agrees and acknowledges that Shopping Center Owner has no obligations <br />or responsibilities to maintain the common areas located on the Outparcel. <br />2. Remedies. In the event that any Party shall be in default under this Agreement, the <br />non -defaulting Party (the "Curing Party") shall have the right, upon thirty (30) days prior <br />{ 19632/00001/2721261.DOC} <br />2 <br />